September 30, 2009 Max J. Roberts [Address on file with the Company] Dear Mr. Roberts:Letter Agreement • August 31st, 2012 • Barnes & Noble Inc • Retail-miscellaneous shopping goods stores • New York
This letter agreement (the “Agreement”) is intended to set forth our mutual understanding regarding your employment as President and Chief Operating Officer of Barnes & Noble College Booksellers, LLC, or successor thereto, a wholly-owned subsidiary of Barnes & Noble, Inc. Reference herein to the “Company” shall mean Barnes & Noble College Booksellers, LLC, or successor thereto, and/or Barnes & Noble, Inc. Reference herein to “you” or the “Executive” shall refer to Max J. Roberts.
FORM OF] BARNES & NOBLE.COM DIGITAL PRODUCTS DEVICE DEVELOPMENT INCENTIVE BONUS PLAN PARTICIPATION AGREEMENTBarnes & Noble Inc • August 31st, 2012 • Retail-miscellaneous shopping goods stores
Barnes & Noble.com has developed its Digital Products Device Development Incentive Bonus Plan as a means to reward those employees who contribute to the success of eReader Device Development. The Company is pleased to offer you the opportunity to participate in the Plan. Your bonus opportunity will be based on [•]% of Net Device Sales Revenue, as defined in the Plan document, and will be awarded in accordance with the terms of the Plan. Part of the eligibility determination under the Plan is a requirement that you execute this Participation Agreement. By signing below, you acknowledge and agree that: (i) your participation in the Plan is controlled by the Plan document and that you must meet all of the eligibility criteria in the Plan for the payment of a Bonus Amount; (ii) the determination with regard to a Bonus Amount and the timing of the payment of any Bonus Amount is subject to all of the terms of the Plan, including any future amendments or changes to the Plan; (iii) you will ke
